§ 24.03A.005 Short title
§ 24.03A.010 Definitions
§ 24.03A.015 Notice
§ 24.03A.020 Service on corporations
§ 24.03A.025 Venue for actions
§ 24.03A.030 Application to existing nonprofit corporations
§ 24.03A.035 Application to registered foreign nonprofit corporations
§ 24.03A.040 Relationship to prior statutes
§ 24.03A.045 Relationship to other laws
§ 24.03A.050 Subordination to canon law
§ 24.03A.055 Applicability of uniform business organizations code
§ 24.03A.060 Filing requirements
§ 24.03A.065 Electronic filings
§ 24.03A.070 Annual report
§ 24.03A.075 Major changes by charitable corporations
§ 24.03A.080 Powers of secretary of state
§ 24.03A.085 Fees
§ 24.03A.090 Incorporators
§ 24.03A.095 Corporate name
§ 24.03A.100 Articles of incorporation
§ 24.03A.105 Effectiveness of incorporation
§ 24.03A.110 Requirement of registered agent
§ 24.03A.115 Liability for preincorporation transactions
§ 24.03A.120 Organization of corporations
§ 24.03A.125 Bylaws
§ 24.03A.130 Purposes
§ 24.03A.135 Power to modify purposes
§ 24.03A.140 General powers
§ 24.03A.145 Emergency powers
§ 24.03A.150 Ultra vires action
§ 24.03A.155 Distributions prohibited
§ 24.03A.160 Reasonable compensation permitted
§ 24.03A.165 Property held for charitable purposes
§ 24.03A.170 Debt and security interests
§ 24.03A.175 Private foundations
§ 24.03A.180 Unrestricted gifts
§ 24.03A.185 Restricted gifts
§ 24.03A.190 Modification or release of gift restrictions
§ 24.03A.195 Binding agreement to modify or release restrictions
§ 24.03A.200 Judicial modification or release of restrictions
§ 24.03A.205 Charitable purpose survives
§ 24.03A.210 Corporate records
§ 24.03A.215 Inspection by members
§ 24.03A.220 Scope of member’s inspection right
§ 24.03A.225 Financial statements for members
§ 24.03A.230 Court-ordered inspection
§ 24.03A.235 Inspection by directors
§ 24.03A.240 Use of membership list
§ 24.03A.245 Public benefit designation
§ 24.03A.250 Application and renewal
§ 24.03A.255 Removal of status
§ 24.03A.260 Registration to do business
§ 24.03A.265 Effect of registration
§ 24.03A.270 Name of foreign nonprofit corporation
§ 24.03A.275 Registered agent of foreign nonprofit corporation
§ 24.03A.280 Service on foreign nonprofit corporation
§ 24.03A.285 Withdrawal of registration
§ 24.03A.290 Withdrawal upon conversion or dissolution
§ 24.03A.295 Amendment to registration upon conversion
§ 24.03A.300 Transfer of registration
§ 24.03A.305 Termination of registration
§ 24.03A.310 Judicial review of termination
§ 24.03A.315 Members
§ 24.03A.320 Scope of membership
§ 24.03A.325 Admission of members
§ 24.03A.330 Consideration for admission
§ 24.03A.335 Capital contributions
§ 24.03A.340 Rights and obligations
§ 24.03A.345 Differences in rights and obligations
§ 24.03A.350 Transfers of membership
§ 24.03A.355 Member’s liability for corporate obligations
§ 24.03A.360 Member’s liability for dues, fees, and assessments
§ 24.03A.365 Creditor’s action against member
§ 24.03A.370 Resignation of member
§ 24.03A.375 Termination and suspension of membership
§ 24.03A.380 Repurchase of memberships
§ 24.03A.385 Delegates
§ 24.03A.390 Annual and regular meetings
§ 24.03A.395 Special meetings
§ 24.03A.400 Court-ordered meeting
§ 24.03A.405 List of members for meeting
§ 24.03A.410 Notice of membership meeting
§ 24.03A.415 Waiver of notice
§ 24.03A.420 Record date
§ 24.03A.425 Conduct of meeting
§ 24.03A.430 Proxies
§ 24.03A.435 Voting entitlement of members
§ 24.03A.440 Membership quorum and voting requirements
§ 24.03A.445 Differing quorum and voting requirements
§ 24.03A.450 Voting for directors
§ 24.03A.455 Acceptance of ballots, consents, waivers, or proxies
§ 24.03A.460 Inspectors of election
§ 24.03A.465 Action by voting groups
§ 24.03A.470 Voting agreements
§ 24.03A.475 Action without meeting by unanimous written consent
§ 24.03A.480 Action without meeting by ballot
§ 24.03A.485 Procedure for remote meetings
§ 24.03A.490 Board of directors — Authority
§ 24.03A.495 Standards of conduct for directors
§ 24.03A.500 Qualification of directors
§ 24.03A.505 Number of directors
§ 24.03A.510 Selection of directors
§ 24.03A.515 Terms of directors, generally
§ 24.03A.520 Staggered terms for directors
§ 24.03A.525 Resignation of director
§ 24.03A.530 Removal of directors
§ 24.03A.535 Vacancy on board of directors
§ 24.03A.540 Liability of directors
§ 24.03A.545 Compensation of directors
§ 24.03A.550 Meetings of the board
§ 24.03A.555 Notice of board meetings
§ 24.03A.560 Waiver of notice
§ 24.03A.565 Board quorum and voting requirements
§ 24.03A.570 Action without meeting by unanimous written consent
§ 24.03A.575 Board and advisory committees
§ 24.03A.580 Procedure for remote meetings
§ 24.03A.585 Officers — Duties
§ 24.03A.590 Standards of conduct for officers
§ 24.03A.595 Resignation and removal of officers
§ 24.03A.600 Contract rights of officers
§ 24.03A.605 Loans or guarantees
§ 24.03A.610 Liability for unlawful distributions
§ 24.03A.615 Conflicting interest transactions — Voidability
§ 24.03A.620 Business opportunities
§ 24.03A.625 Removal by judicial proceeding
§ 24.03A.630 Indemnification and advance for expenses
§ 24.03A.635 Directors and officers under 18 years of age
§ 24.03A.640 Authority to amend
§ 24.03A.645 Amendment of articles by nonmembership corporation
§ 24.03A.650 Amendment before admission of members
§ 24.03A.655 Amendment after admission of members
§ 24.03A.660 Voting on amendments by voting groups
§ 24.03A.665 Articles of amendment
§ 24.03A.670 Restated articles of incorporation
§ 24.03A.675 Amendment of articles pursuant to reorganization
§ 24.03A.680 Effective date
§ 24.03A.685 Effect of articles of amendment
§ 24.03A.690 Power to amend bylaws
§ 24.03A.695 Bylaw amendments requiring member approval
§ 24.03A.700 Effect of bylaw amendment
§ 24.03A.705 Approval of amendments by third parties
§ 24.03A.710 Definitions
§ 24.03A.715 Property held for charitable purposes
§ 24.03A.720 Prohibition of financial benefit
§ 24.03A.725 Limitations on charitable corporations
§ 24.03A.730 Merger
§ 24.03A.735 Adoption of plan of merger
§ 24.03A.740 Articles of merger
§ 24.03A.745 Effect of merger
§ 24.03A.750 Abandonment of merger
§ 24.03A.755 Definitions
§ 24.03A.760 Excluded transactions
§ 24.03A.765 Required approvals
§ 24.03A.770 Property held for charitable purposes
§ 24.03A.775 Prohibition on financial benefit
§ 24.03A.780 Voting rights in existing corporations
§ 24.03A.785 Domestication
§ 24.03A.790 Action on a plan of domestication
§ 24.03A.795 Articles of domestication
§ 24.03A.800 Effect of domestication
§ 24.03A.805 Abandonment of domestication
§ 24.03A.810 For-profit conversion of noncharitable corporations
§ 24.03A.815 Action on a plan of for-profit conversion
§ 24.03A.820 Articles of for-profit conversion
§ 24.03A.825 Effect of for-profit conversion
§ 24.03A.830 Abandonment of for-profit conversion
§ 24.03A.835 For-profit domestication and conversion
§ 24.03A.840 Articles of domestication and conversion
§ 24.03A.845 Effect of for-profit domestication and conversion
§ 24.03A.850 Abandonment of for-profit domestication and conversion
§ 24.03A.855 Entity conversion for noncharitable corporations
§ 24.03A.860 Plan of entity conversion
§ 24.03A.865 Action on a plan of entity conversion
§ 24.03A.870 Articles of entity conversion
§ 24.03A.875 Effect of entity conversion
§ 24.03A.880 Abandonment of entity conversion
§ 24.03A.885 Dispositions not requiring member approval
§ 24.03A.890 Dispositions requiring member approval
§ 24.03A.895 Effect of dispositions
§ 24.03A.900 Property held for charitable purposes
§ 24.03A.902 Prohibition of financial benefit
§ 24.03A.904 Authorization of voluntary dissolution
§ 24.03A.906 Distribution of assets on dissolution
§ 24.03A.908 Corporations holding property for charitable purposes
§ 24.03A.910 Articles of dissolution
§ 24.03A.912 Revocation of dissolution
§ 24.03A.914 Effect of dissolution
§ 24.03A.916 Prohibition of financial benefit
§ 24.03A.918 Known claims against dissolved corporation
§ 24.03A.920 Other claims against dissolved corporation
§ 24.03A.922 Enforcement of claims
§ 24.03A.924 Court proceedings
§ 24.03A.926 Directors’ duties
§ 24.03A.928 Administrative dissolution
§ 24.03A.930 Procedure and effect of administrative dissolution
§ 24.03A.932 Property held for charitable purposes
§ 24.03A.934 Reinstatement of administratively dissolved corporation
§ 24.03A.936 Judicial dissolution
§ 24.03A.938 Procedure for judicial dissolution
§ 24.03A.940 Receivership
§ 24.03A.942 Decree of dissolution
§ 24.03A.944 Notice to attorney general
§ 24.03A.946 Actions to secure property held for charitable purposes
§ 24.03A.948 Attorney general’s right to intervene
§ 24.03A.950 Attorney general’s investigative power
§ 24.03A.952 Civil investigative demands
§ 24.03A.954 Religious corporations
§ 24.03A.956 Assurances of discontinuance
§ 24.03A.958 Civil penalties, costs, and fees
§ 24.03A.960 Charitable asset protection account
§ 24.03A.962 Definitions
§ 24.03A.964 Proceedings prior to corporate action
§ 24.03A.966 Review of contested corporate action

Terms Used In Washington Code > Chapter 24.03A - Washington nonprofit corporation act

  • Adjourn: A motion to adjourn a legislative chamber or a committee, if passed, ends that day's session.
  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
  • Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
  • Appraisal: A determination of property value.
  • Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Attorney-in-fact: A person who, acting as an agent, is given written authorization by another person to transact business for him (her) out of court.
  • Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
  • Beneficiary: A person who is entitled to receive the benefits or proceeds of a will, trust, insurance policy, retirement plan, annuity, or other contract. Source: OCC
  • Bequest: Property gifted by will.
  • Charity: An agency, institution, or organization in existence and operating for the benefit of an indefinite number of persons and conducted for educational, religious, scientific, medical, or other beneficent purposes.
  • Common law: The legal system that originated in England and is now in use in the United States. It is based on judicial decisions rather than legislative action.
  • Contract: A legal written agreement that becomes binding when signed.
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Dependent: A person dependent for support upon another.
  • Devise: To gift property by will.
  • Discovery: Lawyers' examination, before trial, of facts and documents in possession of the opponents to help the lawyers prepare for trial.
  • Donor: The person who makes a gift.
  • Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
  • Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
  • Ex officio: Literally, by virtue of one's office.
  • Executor: A male person named in a will to carry out the decedent
  • Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
  • Fiduciary: A trustee, executor, or administrator.
  • Fiscal year: The fiscal year is the accounting period for the government. For the federal government, this begins on October 1 and ends on September 30. The fiscal year is designated by the calendar year in which it ends; for example, fiscal year 2006 begins on October 1, 2005 and ends on September 30, 2006.
  • Fraud: Intentional deception resulting in injury to another.
  • Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
  • Guarantor: A party who agrees to be responsible for the payment of another party's debts should that party default. Source: OCC
  • Guardian: A person legally empowered and charged with the duty of taking care of and managing the property of another person who because of age, intellect, or health, is incapable of managing his (her) own affairs.
  • Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. Source: FDIC
  • Injunction: An order of the court prohibiting (or compelling) the performance of a specific act to prevent irreparable damage or injury.
  • Intangible property: Property that has no intrinsic value, but is merely the evidence of value such as stock certificates, bonds, and promissory notes.
  • Interrogatories: Written questions asked by one party of an opposing party, who must answer them in writing under oath; a discovery device in a lawsuit.
  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Litigation: A case, controversy, or lawsuit. Participants (plaintiffs and defendants) in lawsuits are called litigants.
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Oversight: Committee review of the activities of a Federal agency or program.
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • person: may be construed to include the United States, this state, or any state or territory, or any public or private corporation or limited liability company, as well as an individual. See Washington Code 1.16.080
  • Personal property: All property that is not real property.
  • Plaintiff: The person who files the complaint in a civil lawsuit.
  • Precedent: A court decision in an earlier case with facts and law similar to a dispute currently before a court. Precedent will ordinarily govern the decision of a later similar case, unless a party can show that it was wrongly decided or that it differed in some significant way.
  • Quorum: The number of legislators that must be present to do business.
  • Real property: Land, and all immovable fixtures erected on, growing on, or affixed to the land.
  • Recourse: An arrangement in which a bank retains, in form or in substance, any credit risk directly or indirectly associated with an asset it has sold (in accordance with generally accepted accounting principles) that exceeds a pro rata share of the bank's claim on the asset. If a bank has no claim on an asset it has sold, then the retention of any credit risk is recourse. Source: FDIC
  • Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
  • Service of process: The service of writs or summonses to the appropriate party.
  • Statute: A law passed by a legislature.
  • Testimony: Evidence presented orally by witnesses during trials or before grand juries.
  • Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
  • Trustee: A person or institution holding and administering property in trust.
  • Venue: The geographical location in which a case is tried.